General Terms and Conditions of Profinanz Capital Partners GmbH

(Status March 2022)



I. General

In conjunction with the respective contract, exclusively the following general terms and conditions apply for all contracts with Profinanz Capital Partners. General terms and conditions of the principal are inconsiderable. In case of contradictions between the respective contract and these general terms and conditions the respective contract takes precedence.


II. Provision of services by Profinanz Capital Partners

Profinanz Capital Partners provides its services on its own responsibility and will preserve the interests of the principal in doing so. Place and time of the activity are determined by Profinanz Capital Partners on its own responsibility, considering the interests of the principal.

Insofar as legal advice is necessary for the performance of the activities owed under the respective contract, such advice is not included in the scope of work. Profinanz Capital Partners does not provide legal advice. In such cases, if necessary, the principal will call in a separate lawyer at his own expense.


III. Commencement and term

Irrespective of whether a fixed term has been selected for the respective contract or not, the right to terminate the respective contract extraordinarily for good cause shall remain unaffected. Good cause shall be deemed to exist in particular if insolvency proceedings are instituted against the assets of one of the parties or an application for insolvency is dismissed for lack of assets; if one of the contracting parties breaches material obligations under the contract and does not immediately cease to do so within an appropriate time limit, despite a warning.

The list is merely exemplary and is not intended to be exhaustive.


IV. Obligation of confidentiality, client protection and employee protection

Within the framework of the contractual cooperation, Profinanz Capital Partners will name contacts to the principal with whom discussions are held within the framework of the commissioned services. These contacts are subject to client protection, i.e., the principal is prohibited from entering into business contact with these contacts directly and/or through employees or indirectly through third parties without the involvement of Profinanz Capital Partners or from approaching these contacts himself within a period of 36 months after the termination of the contract. Furthermore, the principal assures in this respect strictest confidentiality of the information concerning clients of Profinanz Capital Partners and will also not approach or use these contacts via other third parties.

In the event of a breach of this provision the principal owes Profinanz Capital Partners the payment of an appropriate contractual penalty, the amount of which is to be determined by Profinanz Capital Partners at its reasonable discretion and which, in the event of a dispute, is to be reviewed for its appropriateness by a court with local and subject matter jurisdiction. This contractual penalty is owed in addition to the agreed flat fee and any success fee due.

Furthermore, the contracting parties mutually agree to maintain strictest secrecy about all information and documents obtained within the scope of the respective contract, unless the disclosure of information and documents is necessary for the performance of the contract.

The obligation to maintain secrecy does not apply if the information and documents must be disclosed for legal reasons, for example to tax authorities, or if the information and documents are in the public domain.

The confidentiality obligation shall continue to apply for three (3) years after the termination of the contract.

Furthermore, both parties undertake not to actively entice away, recruit or otherwise employ the employees of the other party involved in the performance of this contract, refraining from doing so even for a period of twelve months after termination of the contract, for whatever reason.

If the principal learns that an employee employed by Profinanz Capital Partners under the contract intends to terminate his employment, the principal must inform Profinanz Capital Partners immediately.


V. Liability

Profinanz Capital Partners has taken out liability insurance with Allianz Versicherungs-AG with an insured sum of up to two (2) million € per individual case.

Profinanz Capital Partners, its legal representatives, vicarious agents, or assistants are liable to the principal in the event of simple negligence up to the amount of the cover sum of this insurance irrespective of any obligation to pay on the part of the insurance.

If Profinanz Capital Partners, its legal representatives, vicarious agents, or assistants intentionally or grossly negligently breach their obligations from a contract or from these GTC, Profinanz Capital Partners is liable without limitation. The same applies to the liability for damages from an injury to life, body, or health as well as for damages from a breach of essential contractual obligations (cardinal obligations).

In all other cases the liability of Profinanz Capital Partners is precluded.

Regarding the statute of limitation of any claims for pecuniary damages of the principal, the statutory provisions apply with the deviation that the limitation period is reduced to one year. This does not apply in the case of liability due to intent.


VI. Final provisions

Profinanz Capital Partners is entitled to display the company name and/or company logos of principals for reference purposes (single mention of the name in reference lists, teasers, etc., without it being possible to draw conclusions about project contents). The principal gives his consent to this already at this point, which he can, however, revoke at any time, with effect for the future. See also the “Datenschutzhinweise für Kunden” [Data protection information for clients].

Verbal collateral agreements and supplements to these General Terms and Conditions and the respective contract do not exist and must be in writing to be effective. This shall also apply to any subsequent amendment of this written form clause.

The parties agree that exclusively the law of the Federal Republic of Germany shall apply to these General Terms and Conditions, the respective contract, its performance, and its interpretation.

The exclusive place of jurisdiction for all disputes arising from these General Terms and Conditions, the respective contract, its performance, and its interpretation is, to the extent permitted by law, Munich.

Should individual provisions of these General Terms and Conditions and/or the respective contract be invalid, void or inexecutable, this shall not affect the remaining provisions. The invalid, void or inexecutable provision shall be replaced by a provision that comes as close as possible to the economic intention in a legally permissible manner. This shall also apply to any loophole that emerges at a later date.